Common use of Executive’s Election and Notice Clause in Contracts

Executive’s Election and Notice. If at any time during the Term of Executive’s employment under this Agreement, there shall occur any of the specific actions or events, or series of actions or events, that individually or collectively constitute “Good Reason,” as defined in Section 25 of this Agreement, Executive shall have the right, exercisable by him at any time within ninety (90) days after he first becomes aware (or reasonably should have become aware) of such occurrence, to elect to terminate his own employment with the Company and the Bank under this Section 4(b). Such termination (a “Termination for Good Reason”) shall be communicated to the other parties by way of a prior written Notice of Termination, as defined and subject to the terms and conditions set forth in Section 8(b) below, delivered by Executive to the Company and the Bank, which notice, among other things, shall identify with reasonable specificity the action or event, or series of actions or events, constituting the Good Reason underlying Executive’s election, as well as the proposed Termination Date of his employment, which date may not be earlier than the thirtieth (30th) day following the date of the notice, provided, however, that if Executive elects to terminate his employment for Good Reason following a Change-in-Control, pursuant to and in accordance with the terms and conditions set forth in Section 6 of this Agreement, the proposed termination of employment, if effected, will be deemed a Termination Following a Change in Control, as defined and subject to the terms and conditions set forth in said Section 6, as opposed to a Termination for Good Reason under this Section 4(b), and the consequences of such termination, including the payments and benefits due to Executive, will be those specified in Section 6.